Old Dominion Freight Line, Inc. Non-Employee Director Compensation Structure (2024)
This document outlines the compensation structure for non-employee directors of Old Dominion Freight Line, Inc., effective from the 2024 annual shareholders meeting. Non-employee directors receive an annual cash retainer of $110,000 and an annual restricted stock grant of $165,000. Additional cash retainers are provided to the Lead Independent Director and Chairs of the Audit, Compensation, Governance and Nomination, and Risk Committees. These additional retainers are paid on top of the base retainer. The structure ensures clear, consistent compensation for board service.
Exhibit 10.18(16)
OLD DOMINION FREIGHT LINE, INC.
NON-EMPLOYEE DIRECTOR COMPENSATION STRUCTURE
EFFECTIVE AS OF THE 2024 ANNUAL MEETING OF SHAREHOLDERS
|
| Annual Cash |
|
|
| Annual Restricted |
| ||
Director Role |
| Retainer |
|
|
| Stock Grant Amount |
| ||
Member (all non-employee directors) |
| $ | 110,000 |
|
|
| $ | 165,000 |
|
Lead Independent Director |
| 25,000 |
| (1) |
|
| — |
| |
Audit Committee Chair |
| 25,000 |
| (1) |
|
| — |
| |
Compensation Committee Chair |
| 20,000 |
| (1) |
|
| — |
| |
Governance and Nomination Committee Chair |
| 20,000 |
| (1) |
|
| — |
| |
Risk Committee Chair |
| 20,000 |
| (1)(2) |
|
| — |
|